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Transformation |
Ownership |
BEE SHAREHOLDING |
The group’s overall BEE shareholding has been estimated at 41%. The BEE ownership of the Sun International group is calculated by
adding the BEE ownership of the underlying South African subsidiaries of the group and the BEE ownership directly in Sun International
Limited, which is then divided by the aggregate value of all of the group’s South African operations. The direct BEE ownership in Sun
International includes the exclusion of the 40% mandated investments allowable in terms of the BEE codes.
The table below sets out the direct BEE shareholding in the group and its subsidiaries as at 30 June 2008. |
| |
| Company |
Empowerment partner |
|
% holding |
| Sun International Limited* |
| |
|
| |
|
|
| • |
SIEST |
| • |
SIBEMT
|
| • |
Dinokana (excluding SIEST
and SIBEMT) |
|
| Sun International Employee Share Trust |
| Trust formed for the benefit of Sun International
senior black managers |
| Broad-based North West Province BEE grouping
led by Lereko |
|
|
| Subsidiaries |
|
| • |
GPI |
| • |
SIEST
|
| • |
Other PDI minorities |
|
| Broad-based Western Cape empowerment grouping |
|
|
|
| • |
Afrisun East Rand
Community Trust |
| • |
SIEST |
|
| Trust formed for the benefit of the local community |
|
|
|
| • |
Dolcoast |
| • |
Afrisun KZN Community
Development Trust |
| • |
SIEST |
| • |
Other PDI minorities |
|
| Broad-based KwaZulu-Natal BEE grouping
Trust formed for the benefit of the local community |
|
|
|
|
| Broad-based Eastern Cape empowerment grouping |
|
|
|
|
| Polokwane based BEE grouping |
|
|
|
|
| Northern Cape based BEE grouping |
|
|
|
| • |
Etapele |
| • |
Thabo Community
Development Trust |
| |
|
| • |
SIEST |
|
| Free State based BEE grouping |
| Trust formed for the benefit of the communities in
the Thaba’Nchu and Botshabelo areas affected after
transfer of the Thaba’Nchu casino licence
to Bloemfontein |
|
|
|
| • |
Mbizana Community
Development Trust |
|
| Trust formed for the benefit of the Mbizana
community |
|
|
|
| • |
GPI |
| • |
Breede River Valley
Community Trust |
| • |
SIEST |
|
| |
| Trust established for the benefit of the Breede
River Valley community |
|
|
|
| * |
The empowerment shareholding in Sun International has been calculated excluding mandated investments in terms of the BEE codes. |
| # |
Empowerment shareholdings are after the exercise by GPI of its options over 560 000 shares in SunWest in July 2008. |
|
| |
 |
| The Trust now has
more than 7 000
employees as
beneficiaries who benefit by way
of income distributions. |
|
SUN INTERNATIONAL EMPLOYEE SHARE TRUST
The SIEST provides an excellent opportunity for all employees to benefit when Sun
International, through the combined efforts of its employees, performs well. The Trust now
owns an effective 5,3% of the company’s shares at 30 June 2008. The Trust owns up to 3,5%
in a number of the group’s operating subsidiaries.
At 30 June 2008, the estimated net value (after borrowings) of the combined equity
holdings of the Trust was R1,1 billion, or over R150 000 per employee.
| R |
Total distribution |
Dividend per participant |
| October 2007 |
19 260 999 |
2 615 |
| April 2008 |
18 497 234 |
2 500 |
| Total for the financial year |
37 758 233 |
5 115 |
|
| |
Since its establishment in 2003, the Trust has
enabled employees to share in the benefits
of the good performance of the group,
empowering our people and encouraging a
spirit of ownership. All permanent full time
and permanent scheduled employees with
at least six months’ group service are eligible.
No directors, executives or senior managers
who already participate in group share
incentive schemes can become beneficiaries
of the Trust.
The Trust now has more than 7 000 employees as beneficiaries who benefit by way of
income distributions. These distributions
are made in equal shares, irrespective of
seniority or length of service, to eligible
employees at the date of distribution.
Bi-annual dividend distributions are paid net
of loan repayments and other liabilities.
During the financial year, the two dividend
distributions made by the Trust to employees
amounted to R37,8 million. The first, in
October 2007, amounted to R19,3 million
and the second, in April 2008, amounted
to R18,5 million. This represented an
annual distribution per eligible employee of
R5 115 (2007: R3 751), an increase of 36%
over the previous year.
The Trust is administered by a board of
trustees (currently 18), of whom 13 have been elected by employees from among
their number, and three nominated by Sun
International, including professional advisers
from the group’s investment bankers and
legal advisers. |
| |
SUN INTERNATIONAL
BLACK EXECUTIVE
MANAGEMENT TRUST |
| Overview |
The SIBEMT was established to attract and
retain black management within the group.
The SIBEMT has an effective 0,8% interest
in Sun International Limited held through
Dinokana.
The Trust was established by Sun
International to enable black executive
management of the group to participate
indirectly, through Dinokana in the owner -
ship of shares in Sun International as part of
its commitment to the economic empower -
ment of black people and to retain and
attract black executive management, there -
by creating sustainable black leadership and
contributing towards the social uplift ment
of South Africa.
The Trust owns a 6% interest in Dinokana,
which at the date hereof in turns owns
8 844 996 ordinary shares in Sun
International. This represents an economic
International.
Dinokana holds no other interests other
than its interest in Sun International. The
Trust’s shares in Dinokana are held in trust
by trustees in terms of the provisions of a
Trust Deed regulating the conduct of the
Trust. The operative date of the Trust was
18 December 2006, being the date on
which the Master of the High Court issued
letters of authority to the trustees in terms
of the Trust Deed. |
| |
| Participation |
 |
| The Trust owns a 6% interest in Dinokana, which at the date hereof
in turns owns 8 844 996 ordinary shares
in Sun International. |
|
Notwithstanding the transfer of Dinokana
shares to a beneficiary, he shall not be
entitled to encumber, dispose of or transfer
any of the Dinokana shares prior to the
expiry of the lock-in period (i.e. 3 December
2014). In other words, although the
allocated Dinokana shares are transferred
to a beneficiary after the vesting date,
the beneficiary is still restricted from dealing
in or encumbering the Dinokana shares
until after the expiry of the lock-in period.
The Trust may from time to time receive
dividends and/or other distributions from
Dinokana. Beneficiaries are entitled to
participate in dividends declared by
Dinokana.
A beneficiary is entitled to receive payment
of any dividends and/or other distributions
received by the Trust in respect of its
Dinokana shares with reference to the
number of Trust shares allocated to the
beneficiary, after deduction of costs
incurred by the Trust. Dividends received by
the Trust in respect of the Dinokana shares
are to be distributed to the beneficiaries
only in respect of Dinokana shares that
have been allocated to the beneficiaries
and over which they have acquired a vested
right. The balance of dividends relating to
Dinokana shares not yet allocated is
retained by the Trust.
If, after the expiry of the lock-in period,
Dinokana has not unbundled its shareholding
in Sun International, participants may dispose of the Dinokana shares to a
willing buyer subject to any pre-emptive
rights attaching to those shares. Sun
International will, in its discretion, assist
beneficiaries to realise their investments
in Dinokana in terms of the rules of
the scheme.
Unless otherwise determined by the Sun
International remuneration and nomination
committee, in the event of the termination
of employment of a beneficiary with any
company in the Sun International Group
as a result of the death, permanent
disablement, insolvency, retirement or
retrenchment of the beneficiary, the
beneficiary will be entitled to receive all the
allocated Trust shares from the Trust, subject
to the restrictions in relation to disposal and
encumbrance until the expiry of the lock-in
period, save that in the case of death and
insolvency a sale of Trust shares will be
deemed to have taken place even though
the lock-in period may not have expired.
A beneficiary who has acquired Dinokana
shares after the vesting date and whose
employment terminates for reasons other
than death, permanent disablement,
insolvency, retirement or retrenchment will
not forfeit the shares, and may retain these
subject to the restrictions in relation to
disposal and encumbrance until the expiry
of the lock-in period.
Any beneficiary whose employment
terminates for reasons other than death,
permanent disablement, insolvency,
retirement or retrenchment before the
termination of 5 years from the allocation
date will forfeit all his beneficiary’s rights
and shall cease to be a beneficiary under
the Trust.
To date the Trust has over 7 000 beneficiaries participating in 6,7% of the Trust’s
effective interest of Sun International. |
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